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REV GROUP, INC. filed this PRE 14A on January 03, 2025

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REV GROUP, INC. - PRE 14A - 20250103 - PROXY_CARD


	Your vote matters – here’s how to vote! You may vote online or by phone instead of mailing this card.
		Votes submitted electronically must be received by February 26, 2025 at 10:59 P.M. Central Time
		Online Go to www.investorvote.com/REVG or scan the QR code — login details are located in the shaded bar below.
		Phone Call toll free 1-800-652-VOTE (8683) within the USA, US territories and Canada
Using a black ink pen, mark your votes with an X as shown in this example. Please do not write outside the designated areas.		Save paper, time and money! Sign up for electronic delivery at www.investorvote.com/REVG



Annual Meeting Proxy Card

q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q

Proposals — The Board of Directors recommends a vote FOR all nominees and FOR Proposals 2, 3, 4, 5, 6 and 7

1. Election of Class II Directors

For

Against

Abstain

For

Against

Abstain

01 - Maureen O’Connell

02 - Mark Skonieczny

For

Against

Abstain

For

Against

Abstain

2. Ratification of RSM US LLP as our independent registered public accounting firm for the fiscal year ending October 31, 2025.

3. Advisory vote on the compensation of our named executive officers.

For

Against

Abstain

For

Against

Abstain

4. Approval of an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority voting provisions.

5. Approval of an amendment to our Amended and Restated Certificate of Incorporation to limit liability of officers as permitted by Delaware law.

For

Against

Abstain

For

Against

Abstain

6. Approval of an amendment to our Amended and Restated Certificate of Incorporation to add a federal forum selection provision.

7. Approval of an amendment to our Amended and Restated Certificate of Incorporation to eliminate inoperative provisions and implement certain other miscellaneous amendments.

Authorized Signatures — This section must be completed for your vote to be counted — Date and Sign Below

Please sign exactly as name(s) appear(s) hereon. Joint owners should each sign personally. When signing as attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give full title. If a corporation or partnership, please sign in full corporate or partnership name by an authorized officer.

Date (mm/dd/yyyy) — Please print date below.

Signature 1 — Please keep signature within the box.

Signature 2 — Please keep signature within the box.

/ /

2025 Annual Stockholder Meeting Admission Ticket

2025 Annual Meeting of REV Group, Inc. Stockholders

February 27, 2025, 10:00am ET

The Westin Detroit Metropolitan Airport

2501 Worldgateway Place

Detroit, MI 48242

Upon arrival, please present this admission ticket and photo identification at the registration desk.

LOGO

q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q

Proxy — REV Group, Inc.

Notice of REV Group, Inc. Annual Stockholder Meeting

The Westin Detroit Metropolitan Airport

2501 Worldgateway Place

Detroit, MI 48242

Proxy Solicited by Board of Directors for Annual Meeting – February 27, 2025

Stephen Zamansky and Jean Marie Canan (the “Proxies”), or either of them, each with the power of substitution, are hereby authorized to represent and vote the shares of the undersigned, with all the powers which the undersigned would possess if personally present, at the REV Group, Inc. Annual Stockholder Meeting to be held on February 27, 2025 or at any postponement or adjournment thereof.

This proxy, when properly executed, will be voted in the manner directed herein. If no such direction is made, this proxy will be voted FOR all director nominees in Proposal 1 and FOR Proposals 2, 3, 4, 5, 6 and 7 in accordance with the Board of Directors’ recommendations.

In their discretion, the Proxies are authorized to vote upon such other business as may properly come before the meeting.

(Items to be voted appear on reverse side.)



C		Non-Voting Items

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